Attached files
| file | filename |
|---|---|
| EX-99.1 - MURPHY CROSSING LEASE - CONCEPTUS INC | d439283dex991.htm |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 13, 2012
CONCEPTUS, INC.
(Exact name of registrant as specified in charter)
| Delaware (State or other jurisdiction of incorporation or organization) |
000-27596 (Commission file number) |
94-3170244 (I.R.S. employer identification no.) |
331 East Evelyn Avenue
Mountain View, CA 94041
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (650) 962-4000
Check the appropriate box below if the form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 1.01. | Entry into a Material Definitive Agreement. |
On November 13, 2012, Conceptus Inc. (“Company”) entered into a lease agreement with MRTP, LLC (“Landlord”) for new premises located in Milpitas, California. The new premises, consisting of approximately 73,000 rentable square feet of office and laboratory facilities, will serve as the Company’s principal offices and corporate headquarters. The term of the lease is ten years with rights to extend the term for an additional seven years at fair market value subject to specified terms and conditions. The aggregate minimum lease commitment over the ten year term of the new lease is approximately $18.5 million. The Company provided the Landlord a letter of credit of $2.2 million to secure the obligations under the lease, and the Landlord has a requirement to provide tenant allowances of up to $3.3 million. A copy of the lease is attached hereto as Exhibit 99.1.
Forward-Looking Statements. This report includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements relate to future events or our future financial performance. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of those terms and other comparable terminology. These statements reflect only management’s current expectations. Important factors that could cause actual results to differ materially from the forward-looking statements we make or incorporate by reference in this report are set forth under the heading “Risk Factors” in our most recent Annual Report on Form 10-K and Quarterly Report on Form 10-Q, as may be updated from time to time by our future filings under the Securities Exchange Act. If one or more of these risks or uncertainties materialize, or if any underlying assumptions prove incorrect, our actual results, performance or achievements may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 99.1 | Murphy Crossing Lease. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CONCEPTUS, INC. (Registrant) | ||
| By: | /s/ Gregory E. Lichtwardt | |
| Gregory E. Lichtwardt Executive Vice President, Operations and Chief Financial Officer | ||
Dated: November 16, 2012